Nicholas Hollmeyer Lynton - 01 Jan 2024 Form 4 Insider Report for Cardlytics, Inc. (CDLX)

Role: Chief Legal & Privacy Officer
Signature: /s/ Nick Lynton, Attorney-in-Fact
Issuer symbol: CDLX
Transactions as of: 01 Jan 2024
Net transactions value: -$121,367
Form type: 4
Filing time: 03 Jan 2024, 19:59:50 UTC
Previous filing: 03 Oct 2023
Next filing: 25 Mar 2024
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	CDLX	Common Stock	Options Exercise		+25,000	+56%		69,310	01 Jan 2024	Direct	F1
transaction	CDLX	Common Stock	Options Exercise		+1,578	+2.3%		70,888	01 Jan 2024	Direct	F1
transaction	CDLX	Common Stock	Options Exercise		+581	+0.82%		71,469	01 Jan 2024	Direct	F1
transaction	CDLX	Common Stock	Sale	$121,367	-15,620	-22%	$7.77	55,849	03 Jan 2024	Direct	F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	CDLX	Restricted Stock Unit	Options Exercise	$0	-25,000	-50%	$0.000000	25,000	01 Jan 2024	Common Stock	25,000		Direct	F1, F4
transaction	CDLX	Restricted Stock Unit	Options Exercise	$0	-1,578	-9.1%	$0.000000	15,780	01 Jan 2024	Common Stock	1,578		Direct	F1, F5
transaction	CDLX	Restricted Stock Unit	Options Exercise	$0	-581	-10%	$0.000000	5,231	01 Jan 2024	Common Stock	581		Direct	F1, F6

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each restricted stock unit ("RSU") represents a contingent right to receive one share of common stock of the Issuer.
F2	Shares sold to satisfy withholding tax obligations upon the delivery of shares of common stock for RSUs that vested on January 1, 2024.
F3	The price reported is a weighted average sales price. These shares were sold in multiple transactions at prices ranging from $7.50 to $8.3825, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (3).
F4	This RSU award was originally for 100,000 shares. 25% of the RSUs award vested on each of July 1, 2023, October 1, 2023 and January 1, 2024. An additional 25% of the RSU award shall vest on April 1, 2024, subject to the Reporting Person's continuous service with the Issuer through the vesting date.
F5	This RSU award was originally for 38,222 shares. Twenty-five percent (25%) of the shares under this award vested on July 1, 2023, with the remaining 75% vesting quarterly over the subsequent three years in equal amounts thereafter provided the Reporting Person continuously provides service to the Issuer through the vesting date.
F6	The RSU award was originally for 9,299 shares. Twenty-five percent (25%) of the shares under this award vested on April 1, 2023, with the remaining 75% vesting quarterly over the subsequent three years in equal amounts thereafter provided the Reporting Person continuously provides service to the Issuer through the vesting date.